Item 4.01 Changes in Registrant's Certifying Accountant In a Form 8-K filed with the Securities and Exchange Commission on September 1, 2004, we disclosed that Ernst & Young, LLP, our independent registered public accounting firm, resigned as our independent registered public accounting firm, effective as of September 1, 2004. We have engaged Grant Thornton LLP as our new independent accountants to audit our financial statements. The audit committee of our board of directors approved the engagement of Grant Thornton LLP on September 9, 2004. During fiscal years 2003 and 2004 and the subsequent interim period through September 9, 2004, neither us nor someone on our behalf engaged Grant Thornton LLP regarding either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our financial statements, or any matter that was either the subject of a "disagreement" or a "reportable event," both as such terms are defined in Item 304 of Regulation S-K. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 15, 2004 CAPITAL SOUTHWEST CORPORATION By: /s/ William R. Thomas ----------------------------------- William R. Thomas President and Chairman of the Board